General purchase terms and conditions Kasteel Brouwerij Vanhonsebrouck

1. All orders or agreements between the supplier/service provider and Kasteel Brouwerij Vanhonsebrouck are exclusively governed by these General Terms and Conditions of Purchase. Any other terms and conditions contained in any other document imposed by the supplier/service provider, regardless of when they were made known to Kasteel Brouwerij Vanhonsebrouck, are expressly excluded. There can be no deviation made other than by written confirmation from Kasteel Brouwerij Vanhonsebrouck. Kasteel Brouwerij Vanhonsebrouck reserves the right to make changes to these General Terms and Conditions of Purchase. These amended General Terms and Conditions of Purchase shall enter into force without further notice 30 days after having been communicated to the supplier/service provider.
2. All individual agreement is concluded once Kasteel Brouwerij Vanhonsebrouck has received an order confirmation by letter or e-mail, or no later than within five working days after Kasteel Brouwerij Vanhonsebrouck has sent the order form. Kasteel Brouwerij Vanhonsebrouck may, within five working days, revoke the order without any right to any form of compensation, or break the agreement, subject to mutual restitution of what has already been delivered. A minimum period of 30 days will be observed for agricultural or food products. An offer from the supplier/service provider can only be explicitly accepted by Kasteel Brouwerij Vanhonsebrouck subject to written confirmation. Kasteel Brouwerij Vanhonsebrouck’ s mere silence cannot be interpreted as an acceptance.
3. The object of purchase is the good or service specified in the order form, taking into account any catalogues and/or advertisements from the supplier/service provider and taking into account the minimum specifications of such goods or services for the intended use. Documents issued by the supplier/service provider, distributor, importer or manufacturer can only form part of the agreement if they are known and accepted by Kasteel Brouwerij Vanhonsebrouck before the agreement is concluded. For any orders of printed materials, a proof must be submitted for approval to Kasteel Brouwerij Vanhonsebrouck.
4. The price for the goods or services to be delivered will be the price agreed upon between the parties and as explicitly stated on the order form issued by Kasteel Brouwerij Vanhonsebrouck. Each change of price or other conditions must be explicitly confirmed in writing by Kasteel Brouwerij Vanhonsebrouck. The price will include all costs up to and including delivery and will be expressed in euro pursuant to the principle: “Delivered Duty Paid” (DDP – Incoterms 2000), unless explicitly stated otherwise on the order form.
5. The delivered good can never be the subject to any form of retention of title (simple, extended, comprehensive) on the part of the supplier. A delivered good can at no time be used as collateral for any outstanding claims of the supplier/service provider against third parties. The right of ownership is automatically transferred to Kasteel Brouwerij Vanhonsebrouck upon delivery. If Kasteel Brouwerij Vanhonsebrouck has paid part of or the whole price for delivery, the right of ownership will pass immediately upon payment. The supplier shall be responsible for the risk of destruction of the item until after delivery of the item.
6. Payment will be made at Kasteel Brouwerij Vanhonsebrouck’s registered offices. The date of payment is the date the amount is debited from Kasteel Brouwerij Vanhonsebrouck’s account. Unless otherwise agreed between the parties, the terms of payment are as follows:
   – 14 days after receipt of the invoice subject to a discount of 2% or;
   – 75 days from the date of receipt of the invoice (60 days in the case of agricultural and food products)

10. Kasteel Brouwerij Vanhonsebrouck is always entitled to deduct outstanding claims against the supplier/service provider from payments that are still to be made.
11. Any shortcomings in the delivery will be considered as “a defect” or “a fault”. The good or service shall be ready for use and shall be free from all visible and hidden defects. The delivered good or service must be in accordance with the order, with normal requirements of usability, reliability and durability. The signing of a delivery note or a similar document is an acceptance with reservation and does never constitute an acknowledgement of the quality or the conformity of the good or the service. All defects must be reported within an acceptable period after the signing of the delivery note.
12. In the event of a faulty (visible or hidden) delivery of the goods or service, Kasteel Brouwerij Vanhonsebrouck reserves the right to cancel the order without notice of default and without prior judicial authorisation:
    – To refuse the defective delivery and/or
    – To call on a third party at the supplier/service provider’s expense even if the price of this third party would be more than the price agreed with the supplier/service provider and/or
    – Cancel the order without the supplier/service provider being able to claim any compensation.
    Kasteel Brouwerij Vanhonsebrouck hereby retains the right to compensation for all damage suffered, including indirect costs.
13. The supplier/service provider undertakes to deliver the goods or service on time and in full; partial deliveries are not accepted unless otherwise agreed. A late delivery is considered a defective delivery and can be subject to a claim pursuant to the consequences stipulated under point 9 above. Circumstances that may cause a delay in delivery must be reported in writing by the supplier/service provider to Kasteel Brouwerij Vanhonsebrouck immediately after discovery. Defects that existed at the time of delivery and that Kasteel Brouwerij Vanhonsebrouck could reasonably have identified after an inspection, are deemed to have been accepted if Kasteel Brouwerij Vanhonsebrouck has not objected in writing to the supplier/service provider within one month of delivery. Any hidden defects must be reported to the supplier/service provider within two months of their discovery.
14. In the event of defective deliveries, time limits shall run only from the time when the defect is repaired. Kasteel Brouwerij Vanhonsebrouck has no obligation to make partial payments for defective deliveries. A partial payment can never be considered as an acceptance of the defect.
15. For each day that the defect in the delivery is not repaired, Kasteel Brouwerij Vanhonsebrouck will be entitled to deduct 0.5% of the total value of the order from the price, without prior notice.
16. The supplier/service provider guarantees that the good or service fully complies with the applicable legislation at European, national and regional level. This includes the applicable regulations regarding (food) safety, environment and hygiene, REACH. The supplier/service provider shall indemnify Kasteel Brouwerij Vanhonsebrouck against all third party claims.
17. The supplier/service provider guarantees that the goods have been packaged as economically, safely and carefully as possible in order that, taking into account the forms of transport used, they will arrive at their destination undamaged. Packaging should be suitable for reuse and recycling as far as possible. The supplier shall be responsible for the disposal of residual packaging, unless otherwise agreed.
18. Unless otherwise has been agreed, the supplier is responsible for transport, customs, VAT or other formalities. The supplier shall only use freight companies that comply with all relevant legal provisions. The supplier will provide proof of this at Kasteel Brouwerij Vanhonsebrouck’s first request.
19. The supplier/service provider undertakes to insure the good or service for its invoiced value against all possible claims. This includes insurance for transport damage, for damage due to theft and for product liability. The supplier/service provider will be able to present a certificate at any time upon request of Kasteel Brouwerij Vanhonsebrouck.
20. If the supplier/service provider, their appointees or the transporters who are called upon enter Kasteel Brouwerij Vanhonsebrouck’s premises, all applicable safety regulations must be strictly observed. The supplier supervises compliance and will take all necessary measures to this end. The supplier/service provider has received all relevant information from Kasteel Brouwerij Vanhonsebrouck.
21. The supplier/service provider indemnifies Kasteel Brouwerij Vanhonsebrouck against any form of liability or claim due to infringements or alleged infringements by the purchased good or service on the intellectual rights of third parties. All costs incurred by Kasteel Brouwerij Vanhonsebrouck in such circumstances (including legal costs), will be immediately recoverable from the supplier/service provider and can be deducted from payments still outstanding.
22. The supplier/service provider shall keep all information obtained Kasteel Brouwerij Vanhonsebrouck, which by its nature is private, strictly confidential. Such data includes, but is not limited to, product specifications, volumes, prices, drawings. Kasteel Brouwerij Vanhonsebrouck can immediately make a claim against the supplier/service provider for any damage suffered as a result of non-compliance by the supplier/service provider or its appointees.
23. If the supplier/service provider is declared bankrupt, requests a moratorium, proceeds to liquidate or has its assets wholly or partially attached, the agreement shall be dissolved by operation of law.
24. In the event of the invalidity or unenforceability of any provision of these General Terms and Conditions of Purchase, the other provisions shall remain in full force and effect.
25. Each dispute will be submitted to the competent courts of the judicial district of Kortrijk, at the discretion of Kasteel Brouwerij Vanhonsebrouck. All agreements are governed by Belgian law, to the exclusion of the Vienna International Sale of Goods Convention (CISG).